Company registration number 09178394 (England and Wales)
SOLEIN ROOKERY LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
PAGES FOR FILING WITH REGISTRAR
SOLEIN ROOKERY LIMITED
CONTENTS
Page
Balance sheet
1
Statement of changes in equity
2
Notes to the financial statements
3 - 9
SOLEIN ROOKERY LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2024
31 December 2024
- 1 -
2024
2023
Notes
£
£
£
£
Fixed assets
Tangible assets
4
1,650,900
1,756,157
Current assets
Debtors
5
45,181
62,813
Cash at bank and in hand
314,854
124,945
360,035
187,758
Creditors: amounts falling due within one year
6
(695,914)
(725,130)
Net current liabilities
(335,879)
(537,372)
Total assets less current liabilities
1,315,021
1,218,785
Provisions for liabilities
Provisions
7
47,729
42,929
Deferred tax liability
8
46,558
50,314
(94,287)
(93,243)
Net assets
1,220,734
1,125,542
Capital and reserves
Called up share capital
9
1
1
Profit and loss reserves
1,220,733
1,125,541
Total equity
1,220,734
1,125,542
The notes on pages 3 to 9 form part of these financial statements.
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The director of the company has elected not to include a copy of the profit and loss account within the financial statements.true
The financial statements were approved and signed by the director and authorised for issue on 18 September 2025
Ms L Edwards
Director
Company registration number 09178394 (England and Wales)
SOLEIN ROOKERY LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -
Share capital
Profit and loss reserves
Total
£
£
£
Balance at 1 January 2023
1
871,621
871,622
Year ended 31 December 2023:
Profit and total comprehensive income
-
253,920
253,920
Balance at 31 December 2023
1
1,125,541
1,125,542
Year ended 31 December 2024:
Profit and total comprehensive income
-
95,192
95,192
Balance at 31 December 2024
1
1,220,733
1,220,734
The notes on pages 3 to 9 form part of these financial statements.
SOLEIN ROOKERY LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 3 -
1
Accounting policies
Company information
Solein Rookery Limited is a private company limited by shares incorporated in England and Wales. The registered office is 10 Queen Street Place, London, Greater London, UK, EC4R 1AG.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
1.2
Going concern
The company made a profit in the period of £true95,192 (2023: £253,920) and has net current liabilities of £335,879 (2023: £537,372). Within net current liabilities is an amount of £673,297 (2023: £702,281) owed to the company’s immediate parent entity, Solein Energy UK Limited (''Solein'').
Solein has provided a letter of support to the company confirming their intention not to recall its debt until such time as the company is able to repay it without detriment to its ongoing trade. Solein, in turn, is reliant upon continuing financial support from its immediate holding company, Dessus Petroholding Limited (''Dessus'') and its ultimate controlling party, Anar Alizade who have also provided letters of support that they will not seek repayment of any amounts due without detriment to its ability to continue to trade. Whilst the director acknowledges that these letters are not legally binding she believes they are a reasonable basis on which to make this assessment due to the commercial incentive the wider group has to continue supporting the group to maintain and expand its position in the UK marketplace.
The directors have performed an assessment of going concern, giving due consideration to the group’s and company’s historical and current income, together with its forward-looking projections. Those cash flow forecasts show that the group and company is able to continue to operate within the existing facilities available and without further funding being required, beyond that noted above, for the period of the forecasts.
Based on the above, the directors consider that the group and company will be a going concern for the period of at least 12 months from the date of approval of these financial statements and have therefore prepared the financial statements on a going concern basis.
1.3
Turnover
Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. Turnover is recognised by the company in respect of the generation of electricity. Turnover is recognised on a monthly basis as output is transferred.
1.4
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Solar farm
25 years
SOLEIN ROOKERY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 4 -
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.
1.5
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
1.6
Financial instruments
The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
1.7
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
1.8
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
SOLEIN ROOKERY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 5 -
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
1.9
Provisions
Provisions are recognised when the company has a legal or constructive present obligation as a result of a past event, it is probable that the company will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.
The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision is measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.
1.10
Leases
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.
2
Judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the director is required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
SOLEIN ROOKERY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
2
Judgements and key sources of estimation uncertainty
(Continued)
- 6 -
Key sources of estimation uncertainty
The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.
Tangible fixed assets
Tangible fixed assets are depreciated over their useful lives taking into account residual values, where appropriate. The actual lives of the assets and residual values are assessed annually and may vary depending on the number of factors. In re-assessing asset lives, factors such as technological innovation, product life cycles and maintenance programmes are taken into account. Residual value assessments consider issues such as future market conditions, the remaining life of the asset and projected disposal values.
Provisions
Provisions are created where the company has a present obligation as a result of a past event, where it is probable that it will result in an outflow of economic benefits to settle the obligation, and where it can be reliably measured. For decommissioning costs this is when the solar farm is first constructed and for the anticipated cost of removing the fixed asset and restoring the respective land to its original condition. The appropriateness of the provision is assessed each year. The amounts provided are based on the company's best estimate of the net present value of the costs which will be incurred.
3
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2024
2023
Number
Number
Total
0
0
4
Tangible fixed assets
Solar farm
£
Cost
At 1 January 2024
2,704,610
Additions
3,061
At 31 December 2024
2,707,671
Depreciation and impairment
At 1 January 2024
948,453
Depreciation charged in the year
108,318
At 31 December 2024
1,056,771
Carrying amount
At 31 December 2024
1,650,900
At 31 December 2023
1,756,157
SOLEIN ROOKERY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 7 -
5
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
3,150
22,855
Other debtors
9,953
8,305
Prepayments and accrued income
32,078
31,653
45,181
62,813
6
Creditors: amounts falling due within one year
2024
2023
£
£
Trade creditors
3,060
9,249
Amounts owed to group undertakings
683,186
707,071
Taxation and social security
3,001
Accruals and deferred income
9,668
5,809
695,914
725,130
7
Provisions for liabilities
2024
2023
£
£
47,729
42,929
Movements on provisions:
£
At 1 January 2024
42,929
Additional provisions in the year
4,800
At 31 December 2024
47,729
8
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:
Liabilities
Liabilities
2024
2023
Balances:
£
£
Accelerated capital allowances
46,558
50,314
SOLEIN ROOKERY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
8
Deferred taxation
(Continued)
- 8 -
2024
Movements in the year:
£
Liability at 1 January 2024
50,314
Credit to profit or loss
(3,756)
Liability at 31 December 2024
46,558
9
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
1
1
1
1
10
Audit report information
As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006.
The auditor's report is unqualified and includes the following:
Opinion
In our opinion the financial statements:
give a true and fair view of the state of the company's affairs as at 31 December 2024 and of its profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.
Senior Statutory Auditor:
Donald Nelson FCA
Statutory Auditor:
Xeinadin Audit Limited
Date of audit report:
24 September 2025
11
Operating lease commitments
Lessee
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
2024
2023
£
£
Within one year
27,092
24,900
Between two and five years
108,366
99,603
In over five years
286,719
288,432
422,177
412,935
SOLEIN ROOKERY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 9 -
12
Ultimate controlling party
The company is a 100% subsidiary of Solein Energy UK Limited. Solein Energy UK Limited is a 100% subsidiary of Dessus Petroholding Limited which is in turn a 100% subsidiary of Gagnant Global Holding Limited, Isle of Man. Gagnant Global Holdings Limited is 100% owned by Anar Alizade.
The smallest and largest group in which the results of the company are consolidated is that headed by Dessus Petroholding Limited. Consolidated financial statements are publicly available from Companies House, Crown Way, Cardiff, CF14 3UZ.